Aerohive Networks, Inc. Common Stock, par value $0.001 per share Underwriting AgreementUnderwriting Agreement • March 17th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • New York
Aerohive Networks, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [ ] additional shares (the “Optional Shares”) of common stock, par value $0.001 per share (“Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
AEROHIVE NETWORKS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • July 12th, 2019 • Aerohive Networks, Inc • Services-computer integrated systems design • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [_____________] (the “Effective Date”), and is between Aerohive Networks, Inc., a Delaware corporation (the “Company”), and [____________] (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER by and among EXTREME NETWORKS, INC., CLOVER MERGER SUB, INC., and AEROHIVE NETWORKS, INC. Dated as of June 26, 2019Agreement and Plan of Merger • June 26th, 2019 • Aerohive Networks, Inc • Services-computer integrated systems design • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of June 26, 2019 (this “Agreement”), by and among Extreme Networks, Inc., a Delaware corporation (“Parent”), Clover Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (the “Purchaser”), and Aerohive Networks, Inc., a Delaware corporation (the “Company”). All capitalized terms used in this Agreement shall have the meanings assigned to such terms in Section 8.4 or as otherwise defined elsewhere in this Agreement, unless the context clearly indicates otherwise.
ContractEnglish Warrant Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.
ContractAerohive Networks, Inc • September 6th, 2013 • Services-computer integrated systems design • California
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS IN ACCORDANCE WITH APPLICABLE REGISTRATION REQUIREMENTS OR AN EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT SUCH OFFER, SALE, TRANSFER, PLEDGE OR HYPOTHECATION OTHERWISE COMPLIES WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS. THIS WARRANT MUST BE SURRENDERED TO THE COMPANY OR ITS TRANSFER AGENT AS A CONDITION PRECEDENT TO THE SALE, TRANSFER, PLEDGE OR HYPOTHECATION OF ANY INTEREST IN ANY OF THE SECURITIES REPRESENTED HEREBY.
AEROHIVE NETWORKS, INC. AMENDED AND RESTATED SEPARATION AND CHANGE IN CONTROL SEVERANCE AGREEMENTSeparation and Change in Control Severance Agreement • May 2nd, 2018 • Aerohive Networks, Inc • Services-computer integrated systems design • California
This Change in Control Severance Agreement (the “Agreement”) is amended and restated and made and entered into by and between Alan Amrod (“you” or “Executive”) and Aerohive Networks, Inc., a Delaware corporation (the “Company”), effective as of April 1, 2018 (the “Effective Date”), and replaces and supersedes in all respects that Separation and Change in Control Severance Agreement between the Company and you dated effective November 16, 2015.
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 26th, 2016 • Aerohive Networks, Inc • Services-computer integrated systems design • Delaware
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of February 18, 2016 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank.
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • June 26th, 2019 • Aerohive Networks, Inc • Services-computer integrated systems design • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of June 26, 2019, is entered into by and among Extreme Networks, Inc., a Delaware corporation (“Parent”), Clover Merger Sub, Inc., a Delaware corporation and a wholly -owned Subsidiary of Parent (the “Purchaser”), and each of the Persons set forth on Schedule A hereto (each, a “Stockholder”). All capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • California
This is a PLAIN ENGLISH GROWTH CAPITAL LOAN AND SECURITY AGREEMENT dated as of August 23, 2013 by and between AEROHIVE NETWORKS, INC., a Delaware corporation, as borrower, and TRIPLEPOINT CAPITAL LLC, a Delaware limited liability company, as lender.
December 31, 2012 Gordon Brooks Dear Gordy:Aerohive Networks, Inc • February 13th, 2014 • Services-computer integrated systems design
We believe that you will make an important contribution to the success and growth of Aerohive Networks, Inc. (the “Company”). With this in mind, we are pleased to offer you the position of Chief Financial Officer, reporting to our CEO, David Flynn. This letter agreement is intended to confirm the terms of your employment with us.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 21, 2012 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
AEROHIVE NETWORKS, INC. - 2014 EQUITY INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT NOTICE OF GRANT AND GRANT AGREEMENTRestricted Stock Unit Agreement • May 5th, 2016 • Aerohive Networks, Inc • Services-computer integrated systems design • California
You have been granted the right to receive Restricted Stock Units, subject to the terms and conditions of the Aerohive Networks, Inc. 2014 Equity Incentive Plan (the “Plan”) and this Restricted Stock Unit Agreement (the “Award Agreement”), as follows (the “Grant”):
LOAN AND SECURITY AGREEMENT (EXIM Loan Facility)Loan and Security Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • Delaware
THIS LOAN AND SECURITY AGREEMENT, dated as of the Closing Date (this “EXIM Agreement”), by and between SILICON VALLEY BANK (“Bank”), a California corporation, and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank will lend to Borrower and Borrower will repay Bank. The parties agree as follows:
AMENDED AND RESTATED LEASE BETWEEN BATTON ASSOCIATES, LLC, LESSOR AND AEROHIVE NETWORKS INCORPORATED, LESSEE 328-330 Gibraltar Drive Sunnyvale, California 94089 March 1, 2011Lease • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • Gibraltar
THIS AMENDED AND RESTATED LEASE, referred to herein as “this Lease,” dated for reference purposes as of March 1, 2011, is made and entered into by and between BATTON ASSOCIATES, LLC, a California limited liability company (“Lessor”), and AEROHIVE NETWORKS INCORPORATED, a Delaware corporation (“Lessee”).
ContractAerohive Networks, Inc • September 6th, 2013 • Services-computer integrated systems design • California
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (the “1933 ACT), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO YOU THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.
DATED 31 May 2012 LEASE of West Block, The Courtyard, 17-18 West Street, Farnham, Surrey, GU9 7DRAerohive Networks, Inc • February 13th, 2014 • Services-computer integrated systems design • England and Wales
AEROHIVE NETWORKS EUROPE LIMITED (No 6400590) whose registered office is at Highlands House, Basingstoke Road, Spencers Wood, Reading, RG7 1NT
THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 1st, 2019 • Aerohive Networks, Inc • Services-computer integrated systems design
THIS THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 11 day of December, 2017, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”).
FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 1st, 2019 • Aerohive Networks, Inc • Services-computer integrated systems design
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 31 day of January, 2019, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”).
Independent Consultant & Contractor AgreementIndependent Consultant • November 9th, 2015 • Aerohive Networks, Inc • Services-computer integrated systems design • California
This Independent Consultant & Contractor Agreement (“Agreement”) is made by and between Aerohive Networks, Inc., a Delaware corporation with its principal offices located at 330 Gibraltar Avenue, Sunnyvale, California, 94089 (which, together with its parent or subsidiary entities shall be hereinafter referred to as, "Aerohive" or the “Company”), and
SIXTH Amendment to Loan and security agreementLoan and Security Agreement • November 9th, 2015 • Aerohive Networks, Inc • Services-computer integrated systems design
THIS SIXTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 2nd day of November, 2015, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”).
EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 26th, 2016 • Aerohive Networks, Inc • Services-computer integrated systems design
THIS EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 21st day of January, 2016, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”).
DATED 21 September 2017_____Aerohive Networks, Inc • November 1st, 2017 • Services-computer integrated systems design • England and Wales
AEROHIVE NETWORKS EUROPE LIMITED (No 6400590) whose registered office is at Highlands House, Basingstoke Road, Spencers Wood, Reading RG7 1NT
SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 1st, 2017 • Aerohive Networks, Inc • Services-computer integrated systems design
THIS SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 22nd day of August, 2017, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”).
Premises Lease Contract Zhe Jie Zu Zi (2013) No. 005Lease Agreement • September 6th, 2013 • Aerohive Networks, Inc • Services-computer integrated systems design
According to Contract Law of the People’s Republic of China and applicable laws and regulations, this Contract concerning Party B leases the premises owned by Party A and located at No.391 Wen’er Road, Hangzhou is concluded through consensus on the basis of equality and willingness.
SEPARATION AGREEMENT AND RELEASESeparation Agreement and Release • November 9th, 2015 • Aerohive Networks, Inc • Services-computer integrated systems design • California
This Separation Agreement and Release (“Agreement”) is made by and between Gordon C. Brooks (“Employee”) and Aerohive Networks, Inc. and its subsidiaries (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).
February 19, 2015Warrant Agreement • March 17th, 2015 • Aerohive Networks, Inc • Services-computer integrated systems design
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 14th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design
THIS FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 4th day of April, 2014, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”).
FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 6th, 2015 • Aerohive Networks, Inc • Services-computer integrated systems design
THIS FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 31st day of March, 2015 (the “Fifth Amendment Effective Date”), by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”).
FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 3rd, 2017 • Aerohive Networks, Inc • Services-computer integrated systems design
THIS FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 21st day of March, 2017, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”).
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 14th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into this 4th day of April, 2014, by and between SILICON VALLEY BANK, a California corporation (“Bank”) and AEROHIVE NETWORKS, INC., a Delaware corporation (“Borrower”).
AEROHIVE NETWORKS, INC. FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • February 13th, 2014 • Aerohive Networks, Inc • Services-computer integrated systems design • California
This Fourth Amended and Restated Investors’ Rights Agreement (the “Agreement”) is made as of August 23, 2012, by and among Aerohive Networks, Inc., a Delaware corporation (the “Company”), and the individuals and entities listed on Exhibit A attached hereto (each, a “Investor,” and collectively, the “Investors”).
AEROHIVE NETWORKS, INC. - 2014 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT NOTICE OF GRANT AND GRANT AGREEMENTRestricted Stock Unit Agreement • August 1st, 2018 • Aerohive Networks, Inc • Services-computer integrated systems design • California
You have been granted the right to receive Restricted Stock Units, subject to the terms and conditions of the Aerohive Networks, Inc. 2014 Equity Incentive Plan (the “Plan”) and this Restricted Stock Unit Agreement, which includes this Notice of Grant, the Terms and Conditions of Restricted Stock Unit Grant attached hereto as Exhibit A, and the Terms and Conditions for Participants outside the U.S. attached hereto as Exhibit B (collectively, the “Grant Agreement”), set forth below (the “Grant”). Capitalized terms not defined in this Grant Agreement have the meaning given to them in the Plan.
FIRST AMENDMENT TO AMENDED AND RESTATED LEASELease • March 17th, 2015 • Aerohive Networks, Inc • Services-computer integrated systems design
This First Amendment to Amended and Restated Lease (“First Amendment”), dated as of February 1, 2015, is entered into by and between Batton Associates, LLC, a California limited liability company (“Lessor”), and Aerohive Networks Incorporated, a Delaware corporation (“Lessee”). Any capitalized terms in this First Amendment that are not defined herein shall have the meaning given to them in the Lease.
November 16, 2015Aerohive Networks, Inc • February 23rd, 2018 • Services-computer integrated systems design
We believe that you will make an important contribution to the success and growth of Aerohive Networks, Inc. (“Aerohive,” or the “Company”). With this in mind, we are pleased to offer you the position of VP, Global System Engineering initially reporting to Tom Wilburn, Worldwide Field Operations. This letter agreement is intended to confirm the terms of your proposed employment with us.
February 19, 2015Aerohive Networks, Inc • March 17th, 2015 • Services-computer integrated systems design
